Dragon Lovers
by rdphoenix07
Summary: Set three months after Diamond in the Rough, Spike and Rarity are still a couple. One day, while Spike is assisting Twilight, a spell goes haywire and creates 5 clones of Spike. Spike fears they'll go after Rarity, but, is it Rarity they really want? Or something else? *Lemon* Spike x Rarity Twilight Sparkle x OC Fluttershy x OC Rainbow Dash x OC Applejack x OC Pinkie Pie x OC


My Little Pony:Friendship is Magic

Dragon Lovers

 _Ponyville-Rarity's house..._

Sunlight streamed through the window waking Spike. The young dragon opened his eyes and sat up, stretching. Rubbing the sleep from his eyes, he glanced down, gazing over the sleeping unicorn girl next to him. Spike thought she looked so beautiful in the morning sunlight, but then he always thought she was beautiful. He still couldn't believe how lucky he was to be with her. It had been 3 months since they had started dating, as well as having passionate sex. After they had started dating, Spike would occasionally spend the night with her, just as he had last night.

Rarity stirred and opened her blue eyes, yawning. She glanced up and saw Spike sitting up, wide awake. She smiled at him and sat up. She was clad in a see-thru negligee, with a black lace bra and matching panties.

"Good morning, Spikey," she said. "How long have you been awake?"

"A few minutes," Spike replied. "I was watching you sleep, thinking how beautiful you look."

Rarity leaned in and kissed him. "You're so sweet, darling."

Spike climbed out of bed, stretching some more. Rarity admired the young dragon's lean frame. He may not have been overly muscular, but he was in good shape. Not to mention well endowed. She blushed, giggling quietly at how perverted she was being. She got up, grabbing a white robe and putting it on. Spike, meanwhile, retrieved his own clothes and got dressed.

"Sorry I have to leave so soon," Spike said. "But I need to get to the castle and help out Twilight."

"I understand, Spikey," Rarity said. "I have some orders to work on as it is, so I'll be busy for most of the day."

Spike kissed her and she savored the tender moment. Spike then pulled back. "I'll see you later, Rarity. Bye."

He turned and exited Rarity's house. Rarity watched him leave, sighing happily. She never imagined she would ever be so happy with anyone as she was with Spike. All those years she had wasted searching when Spike had been there the whole time. Well, that was behind her now. She had Spike and she was very content.

"Well, I suppose I'd better get started on those orders," she said to herself.

 _Twilight's Castle..._

Twilight Sparkle, the Alicorn Princess of Friendship, was busy rearranging some books on her shelves. She was searching for a particular book, one that was necessary for an item she was researching. Standing precariously on a ladder, she reached for a book and suddenly lost her balance. She stumbled from the ladder and fell...only to stop as someone caught her.

"That was a little too close."

It was Spike. He had arrived just in time to catch her.

"My hero," Twilight said, smiling. "Thanks, Spike."

Spike set her on the floor. "Good thing I showed up when I did. You need to be more careful, Twilight."

"Yeah, that was a little foolish of me," Twilight admitted. "Anyway, how are you this morning, Spike?"

"I'm fine," Spike said.

"And, how's Rarity," Twilight asked, a sly smile on her face. "I hope she let you get some sleep last night."

"Twilight," Spike exclaimed, blushing slightly. "Yes, I slept...afterwards."

Twilight chuckled. "Well, I'm glad everything's working out for you two."

"Thanks, Twilight," he replied. "In a way, we owe it to you."

"Well, I don't know if I'd say that," Twilight said, shuffling her feet in embarrassment, recalling the events that had led up to Spike and Rarity getting together.

"Hey, don't dwell on it, Twilight," Spike said. "Everything worked out just fine."

"I know," Twilight replied. "But I still feel bad about what I did."

Spike cleared his throat, trying to think of someway to dispel the awkward moment.

"So, what kind of research are you conducting," he asked.

Twilight perked up at the mention of research. "It actually has to do with this."

She motioned Spike over to the table where a large prismatic gem sat.

"This is a gem that Princess Celestia sent me," Twilight explained. "She wants me to study it and see what kind of magical properties it has. That's why I needed this book from the shelf. It should have something about magic gemstones and might tell me something about this one."

"So, you don't know what it does then," Spike said.

"Not yet," Twilight said. "But hopefully soon."

"Okay, well, while you're doing that, I'll get breakfast ready and start my chores," Spike said. "You probably haven't eaten yet, have you?"

"Um...well," Twilight replied sheepishly.

"You went straight for the books, didn't you," Spike asked.

"Yes, I did," Twilight admitted. "You know me."

"All too well," Spike said, smiling.

Outside the castle, someone was listening in on Twilight and Spike's conversation. Peering in through the window, Discord eyed the gem sitting on the table. The spirit of Chaos grinned. He recognized that particular gem and knew what it was capable of. In fact, he had used it before a long time ago, back when he tried to rule over Equestria. After he had been freed from his stone imprisonment, he had wondered what had happened to it.

"So Celestia had it the whole time," he murmured. "And now Twilight has it. Ooohhh, this is going to be good."

He snapped his fingers, activating the gem's powers. Once Twilight used any magic on it, the real fun would begin.

"Okay, let's see," Twilight muttered, leafing through her book. "It's probably under prisms. Hmm. No, that's not it. Maybe this one...No, that's not it, either."

She set the book down and studied the gem on the table. Whatever it was, it was not in her book. Not even Princess Celestia knew what it did. Given her royal duties, she had sent it to Twilight in the hopes that her former student might be able to figure it out.

"Well, I may as well see how it reacts to magic," she said. "Trial and Error."

Concentrating, her horn began glowing. Placing her hands on either side of the gem, she channeled her magic and infused the gem with it. The crystal absorbed the magic and began shimmering. Twilight watched, wondering what would happen. Suddenly the gem flared brightly, causing Twilight to stumble back in surprise. A beam of light shot straight up and struck the ceiling. It ricocheted off the ceiling and struck against the wall, rebounding towards another wall. Twilight dived to the floor as the beam shot past her, striking the adjacent wall.

"Hey, Twilight! Breakfast is ready and...What the?"

Twilight looked up to see Spike standing in the doorway, holding a tray of food. Then she saw the beam streaking across the room and heading straight towards him.

"Spike! Look out," she shouted.

Spike didn't have time to react. The beam of magic struck him, knocking him backwards and dropping the tray. There was a bright flash and a loud bang. Twilight shielded her eyes to protect her vision. After a moment, she uncovered her eyes and saw Spike sprawled out on the floor.

"Oh, no! Spike," Twilight cried out, rushing over to him.

She knelt down and checked on him. She cradled his head in her arms, worry etched on her face. Then, to her relief, Spike moaned lightly and opened his eyes.

"Oh, Spike. Thank Celestia, you're alright," she said, hugging him.

"Uhn. What hit me," Spike asked.

"The magic I used on the gem went haywire," Twilight explained. "Do you feel alright, Spike?"

"Yeah, I feel okay," Spike said, sitting up. "Everything seems to be intact and I don't feel any weird side effects."

"That's a relief," Twilight said, helping him stand.

"What's a relief, Twilight?"

Twilight started! That sounded like Spike's voice but she hadn't seen him talk.

"Uh, Twilight," Spike said, pointing over her shoulder.

Twilight turned around and yelped in surprise. Standing there was Spike...or rather, another Spike!

"Tell me I'm not the only one seeing me standing there," Spike said.

"I see him, too," Twilight replied.

The other Spike stood there, staring at them. He looked exactly like Spike, even wearing the same clothes.

"Twilight? What's going on," Spike asked. "How is there another me?"

"I wonder," Twilight mused. "He must have been created when the magic hit you."

"He's not the only one."

Twilight and Spike gave a yell of surprise. Standing nearby were four more Spikes. They were exact duplicates and wearing the same clothes as the first one.

"Th-There are more of them," Spike exclaimed.

"As far as I can tell, when I infused this gem with magic, it reacted and dispersed the magic," Twilight explained.

"That still doesn't explain why there are five mes," Spike said.

"Well, if I had to guess, due to this gem being prismatic, the magic was infused with it's properties," Twilight surmised. "Think about it. When light hits a prism, it breaks into several beams of light. The magic created five different copies of you upon contact because of the prism effect."

"Oh, man," Spike moaned. "This is just...weird. I mean, five Spikes? Is there anyway to reverse this?"

"I'm not sure," Twilight said. "I might be able to find something. In the meantime, we need to keep them here...Where did they go?"

Spike turned and saw that the Spike clones were gone!

"They must have made a break for it," Spike said.

They rushed to the castle doors and saw they were wide open. They ran outside and glanced around, searching for the clones. But there was no sign of them.

"Where did they go," Twilight said.

"They could be anywhere," Spike said.

"But where," Twilight asked. "Where do we even start?"

Spike tried to think. If these clones were like him, then he had to think where he would go in their place. All too soon he realized just where he would go!

"We need to get to Rarity's house," he said.

"Rarity's house," Twilight asked. "Why would they...Oh! You're right. We'd better get over there."

Rarity was selecting a ribbon for her newest outfit when she heard a knock at the door. Setting the ribbon aside, she went to the door and opened it. Standing there was Twilight and Spike and they were both gasping for breath.

"Twilight? Spikey," Rarity said. "What's going on? Did you two run all the way over here?"

"Rarity," Spike panted. "I-Is there...another Spike here?"

Rarity stared at him in confusion. "A-Another Spike? What do you mean?"

"Can we come in," Twilight asked. "I'll explain everything."

"There are FIVE Spikes running around somewhere in town," Rarity exclaimed. "How did that happen?"

"When I cast a spell on the prism gem, it backfired and the magic struck Spike and created five clones of him," Twilight explained.

"Oh, my goodness," Rarity said. "But why exactly did you two rush over here?"

"Well, I sort of figured they might come here," Spike said.

"Why would they come here," Rarity asked.

Spike coughed while Twilight blushed. Then it dawned on Rarity!

"Oh. Oh! Ahem, yes, well, I understand your concern," she said, her cheeks flushed. "So, what now?"

"I'm going back to the castle to see about a spell to get rid of the clones," Twilight said. "And in the meantime, I'll leave Spike here with you to keep an eye out for the clones in case they show up. If they do, just send me a message."

"Got it," Spike said.

Twilight stood up and made her way to the door. She stopped and turned back towards them.

"I'll try to hurry," she said. "Until I get back, you'd better keep the doors locked."

Rarity nodded. After Twilight was gone, she locked the door and then turned to Spike.

"Well, this is quite a situation," she said.

"Hopefully Twilight will find something," Spike said. "I'll keep a lookout for the clones."

"Spikey, you don't really think they would...you know," she asked.

"I won't let them," Spike said. "I won't let anyone have their way with you, Rarity. Even if it's me. If that makes any sense."

Rarity smiled. "Thank you, Spike. Well, since we're going to be here for a while, I'd better get back to finishing my orders."

Rarity returned to the half finished dress she had been working on. Picking up the ribbon, she grabbed some thread and a needle and began sewing the fabric in place. As she worked on the garment, her mind wandered, imagining five Spikes having their way with her. She imagined them ripping her clothes off then pushing her to the floor. She imagined two of them holding her down while the other three ravaged her body, pleasuring her breasts, licking her pussy. One would then plunge his shaft into her vagina, while another would be lying underneath her, thrusting into her ass. Two would be on either side of her while she jerked them off, leaving the final one to sit on her chest, thrusting his dick in between her breasts. She could almost feel the heat of their throbbing shafts, imagine being drenched in their hot semen as they climaxed.

Rarity fidgeted and squirmed, the thought of having sex with them was causing her to become aroused. She glanced over her shoulder at Spike who was standing near the window, keeping watch. She wanted him so badly...

Spike stared out the window, but saw no sign of any of his magic doppelgangers. He just couldn't understand it. He thought for sure they would come here. Maybe he had been wrong. Perhaps they figured Twilight and Spike would be waiting here for them and had decided not to show up, suspecting a trap. Well, no matter what, he wouldn't let them anywhere near Rarity.

"There's no sign of them, Rarity," he said. He turned around and suddenly found himself in Rarity's arms. She pulled him in close, pressing his face into her breasts. "Mmphff. Rarity? What are you..."

"Spikey," Rarity panted. "I couldn't help myself. I started thinking about being ravaged by those clones and I got aroused." She pressed herself against him more. "How about you help me make that fantasy come true, darling."

Spike didn't need to be asked twice. He pulled Rarity down onto the couch and then climbed on top of her. Rarity grabbed her shirt and pulled it off. As she undid her bra, Spike yanked his pants down, freeing his throbbing erection. He then grabbed her mini-skirt and pulled it up. He then proceeded to pull her panties off, revealing her pussy. Leaning down, Spike buried his face in her groin, running his tongue all over her drenched orifice. Then he stuck his tongue inside her, twisting it all over. Rarity panted and squirmed on the couch, running her hands through his head-spikes.

Spike pulled up and then crawled in between her legs and thrust his dick into her.

"Oooohhhh, yes," Rarity moaned.

Spike's hips moved back and forth, plunging his shaft in deeper. He grunted each time he moved, thrusting faster. Rarity clenched the couch cushions, her large breasts bouncing each time he pumped her pussy. She wrapped her legs around him, pulling him in more. Reaching up, she yanked him down on top of her, her soft rack cushioning him. Spike locked lips with her as he sped up, thrusting harder. Rarity held him tightly, moaning in pleasure. Panting, Spike gave several more hard thrusts, feeling her insides tightening around his shaft. Then he moaned loudly, releasing his load inside her.

"Ohhhhhh, Spikey," Rarity cried out, climaxing.

Spike collapsed on top of her, gasping. Rarity stroked his head lovingly.

"Mm. That was wonderful, darling," she purred.

"Guess you don't need five of me to pleasure you," Spike commented.

"Oh, Spikey," Rarity said. "Those clones may be identical to you, but they cannot compare to you. You're the only one I need."

Spike smiled, snuggling with her. That made him feel much better. Still, as he lay there, he couldn't help but wonder just where the clones were.

 _Sweet Apple Acres..._

Applejack was hard at work. She was in the midst of pushing a cart laden with apples. The Earth Pony brought the cart to the front yard of the barn where her brother, Big Macintosh stood waiting.

"Here ya go, Big Macintosh," she said. "The cart's filled ta the top and ready ta be sold."

"Eyup," Big Mac replied, grabbing the cart handles.

Earlier, he and Applejack had both filled the cart and now, Big Macintosh was going to haul it to the market area of town to be sold. While he did that, Applejack would get a new cart all set up and ready for when he got back. The two siblings took turns, alternating between who would gather the apples and who would take them into town. Today it was Big Mac's turn to haul the produce.

"Ah'll have another cart ready for ya by the time ya'll get back," Applejack said.

"Eyup," Big Mac said.

With that, the stallion pushed the cart and left the farm. Applejack watched him leave and then turned to go get another cart. She wasn't in a big hurry, knowing it would take a little while to get to the market, then set up the cart and then actually sell the apples. She had some time before her brother got back.

With the cart set up under an apple tree, Applejack lashed out, giving the tree a powerful kick. Years of apple bucking had given her strong legs, and it was easy knocking the apples loose. The tree shook and, like rain, apples fell, landing in the parked cart, though some hit the ground. Applejack stooped down and retrieved the ones on the ground, tossing them in the cart. Once the tree had yielded enough apples, AJ moved on to the next tree to repeat the process.

After a while, she stopped, wiping sweat from her brow. Her cart was now full to capacity and she decided to take a little break. Big Mac wasn't back yet so she could take a few moments to rest.

"Hey, Applejack. Working hard?"

Applejack turned around and saw Spike standing just a few feet from her.

"Well, howdy, Spike," she greeted. "What brings you here?"

"Mm, just out and about," Spike replied. "Need any help? I could help you gather up some apples."

"Ah appreciate the offer, Spike," Applejack said. "Ah was actually takin' a little break, thought Ah might get a cool drink of apple cider. Care ta join me?"

"Sure," Spike said.

Applejack led him over to a barrel sitting nearby. She grabbed two cups and filled them with Sweet Apple Acres' famous cider. She handed one to Spike and took a long gulp of her own drink. Spike watched her over the rim of his cup. Applejack was wearing a buttoned up red and white shirt, the bottom tied in a knot, showing off AJ's trim stomach. She also wore denim shorts that were incredibly short, just barely covering her butt. Sweat was dripping down her face and neck, collecting on her cleavage, the top of them visible where her shirt was open.

"Whew! Now that's some good cider," Applejack said, smacking her lips. "You enjoyin' yers, Spike?"

"Oh, I'm enjoying something," Spike murmured, his eyes roving over her.

Applejack didn't notice his gaze and turned to the empty cart waiting to be filled.

"Well, if ya'll were serious about helpin' out, then follow me," she said.

Spike followed her to the next tree that was to be harvested. Placing the cart directly under the tree, Applejack kicked the tree, dislodging several apples. Those that didn't make it into the cart were picked up by Spike. After they finished, they moved on to the next tree and gathered more apples. Soon they had the cart all full.

"Ah think that should do it," Applejack said. "We got two carts full and Big Mac hasn't returned yet. Ah might have to haul one 'o' these inta town." She turned to Spike. "Ah appreciate yer help, Spike. Is there anyway Ah can repay ya?"

"Well, actually," Spike said, smiling. "I can think of one way."

Suddenly he grabbed her and pushed her up against the tree. Applejack gasped in surprise and then Spike leaned in and kissed her. Applejack was too surprised to react, but after a moment, she pulled back.

"Spike! What in tarnation do ya'll think yer doin'," Applejack demanded.

"I'd say that's pretty obvious," Spike said.

He leaned in again, running his tongue teasingly along her neck, causing her to shiver. He reached down and ran his hand down her shorts, rubbing her pussy.

"S-Spike, don't," she gasped.

Spike proceeded to insert his fingers into her moist orifice. Applejack flinched, moaning in pleasure. Spike then used his free hand to pull her shirt open, releasing her breasts. He moved in closer, licking her exposed nipple.

"Spike...w-we really shouldn't be...ahhaa...doin' this," Applejack panted.

Spike grinned. Despite her protests, Applejack wasn't struggling much and he could tell she was enjoying it. Her flowing juices made that obvious. He placed his mouth over her nipple and started sucking on it, while his free hand played with her left breast. As he caressed and played with her breasts, his other hand continued to stimulate her dripping pussy. Applejack panted louder, her breathing getting faster as she approached her limits.

"Ahhhaaa," Applejack cried out, tensing as she orgasmed.

Breathing heavily, AJ sank to the ground, resting against the tree, her chest heaving. Spike lapped up the juices coating his hand.

"Mm. That tastes sweet," he said. Then he pulled his pants down, revealing his erection. He brought it up close to Applejack's face. "Here, AJ, have a taste."

Applejack stared at the throbbing penis. She caught the scent of it and she felt her loins stir, aroused by the dragon pheromones. She grabbed his shaft and proceeded to suck it. She slurped loudly, wrapping her tongue around it, unable to stop. A part of her mind, the more rational part, told her this was wrong, that she shouldn't be doing this. She ignored the voice, her reasoning clouded by her urges. Her head moved back and forth as she continued to suck him off. After a moment, Spike ejaculated. Applejack grunted in surprise as hot cum gushed into her mouth and flowed down her throat. She swallowed his load, savoring the taste.

"You seemed to enjoy that, AJ," Spike said.

Applejack didn't reply. Instead, she grabbed Spike and pulled him down to the ground. Pushing him onto his back, she yanked her denim shorts off and tossed them aside, then straddled Spike. Panting, she raised her hips and positioned herself over his erect dick. She lowered her hips and plunged his shaft into her pussy. Applejack moved her hips up and down, working his penis in deeper, bouncing her ass.

She leaned down closer, bringing her swaying breasts within inches of Spike's face. The young dragon reached up and grabbed them, giving them a good squeeze. He lapped at her nipples, tickling them with his tongue. Applejack moaned loudly and then leaned back, grinding her hips back and forth. Spike reached around and grasped her ass, digging his fingers in, and caressing it. Applejack panted as she rode him, feeling the oncoming orgasm. Spike was now thrusting upwards, close to his limits. Then he gave a final big thrust and shot his load off inside her, his cum mingling with her own juices as she orgasmed. Applejack quivered, feeling the hot cum filling her. After a moment, she climbed off him and lay down on the ground, gasping. She felt so satisfied...but at the same time she also felt ashamed of herself. Now that the sexual urge had passed, she was thinking clearly.

"Man, that felt awesome," Spike said, sitting up. "How was it for you, AJ?"

"Ah feel horrible," Applejack whispered. "Ah shouldn't have done that. How am Ah gonna explain this ta Rarity?" She sat up and looked at Spike. "How could you betray her, Spike? Ah know Ah'm not innocent in this, but still, how could ya'll cheat on her like that?"

"I didn't," Spike replied. "Because I'm not dating Rarity."

"Wait, did you two break up," Applejack asked.

Spike laughed. "Not exactly. You see, I'm not the Spike you know."

 _Training Area..._

Rainbow Dash zoomed across the race track, dust following behind her. The air lashed across her face as she flew faster. A reckless grin lit her face. She loved flying! In her opinion there was nothing more satisfying than the thrill of going fast. Well, maybe with the exception of enjoying Applejack's cider. Anyone watching her would have seen a blue blur and felt a huge gust of wind as she flew by. After flying several laps around the track, Rainbow Dash landed, smiling in satisfaction.

"Yeah! Beat my old record," she said.

Grabbing a towel, she wiped sweat from her brow and then made her way over to the lake nearby. Rainbow Dash had set up this training ground in a secluded area just on the edges of the Everfree Forest. Here she could train in peace and quiet. The area also had a river flowing from a small waterfall pouring down from a hillside. It was a great place to train and enjoy some private time. Stopping at the riverbank, Dash removed her t-shirt and pulled her shorts down, leaving her clad in a sports bra and underwear. For a moment, she gazed at her own reflection. While she wasn't the type to fuss over her figure, she had to admit she looked pretty good. Thanks to her training and exercises she was trim and lean. Still, there was one thing about her body that she found annoying. Sighing, she grabbed hold of her sports bra and pulled it off, revealing a set of bandages wrapped around her chest. She unfastened the bandages and removed them, her breasts bouncing upon release. Dash gazed at them, sighing once more. Her friends were under the impression she was a B-cup but in fact she was a D-cup. Puberty had been too kind to her. Not wanting to sacrifice her speed, Rainbow Dash would wrap bandages around them, to flatten them enough so they wouldn't weigh her down or throw her off while she flew.

"Man, why do they have to be so big," she lamented.

Fluttershy had the same problem as her. But, unlike Dash, Fluttershy didn't fly as fast or as much as her. She preferred staying on the ground as much as possible. Her fellow Pegasus was just as self-conscious as she was about her enormous rack. Well, it couldn't be helped. Pulling her underwear off, Dash waded into the river and stood under the waterfall. She sighed blissfully as the cool water cascaded down on her, washing away the sweat and grime and refreshing her. She ran her hands through her mane and then moved them downwards, scrubbing more water over her body, reveling in the cool sensation, unaware that someone was watching her.

Dash emerged from the water a few moments later, dripping wet, water glistening from her fur in the sunlight. She reached down and grabbed her towel, drying herself off. As she dried off, she suddenly had the feeling she was being watched. She whirled around and saw Spike.

"Oh, Spike, it's you," she said. Then remembering she was naked, she hastily wrapped the towel around herself. "Geez! How long have you been standing there?"

"Just for a few minutes," Spike admitted. "I gotta say, Dash, you got a smoking hot body. I didn't realize your breasts were that big, either."

Rainbow Dash blushed. "N-No one else knows about that. I'm...I'm a bit self-conscious about it. Anyway, what are you doing here?"

"Oh, I was just walking through the woods and I came upon this place," Spike said. "And wouldn't you know it, here you are."

"I don't believe that," Dash said, glaring at him. "You didn't seem all that surprised about me being here. Admit it! You were spying on me!"

"Okay, you got me," Spike said. "What can I say? You're sexy, Dash."

Rainbow Dash found herself unable to respond. No one had ever called her sexy before. Frankly, she had never really cared. She wasn't out to catch a guy's fancy and, unlike Rarity, wasn't interested in pursuing a relationship with somepony. Still, she couldn't deny that she was flattered by Spike's comment.

"You...really think I'm sexy," she asked.

Spike approached her and she suddenly noticed a tell-tale bulge in his pants. Spike reached down and pulled his pants down, freeing his erection. Dash's eyes widened in surprise! It was so big!

"Does this answer your question," Spike asked.

Dash couldn't even answer. She stared at his dick and felt an overwhelming desire to touch it, to taste it. Spike moved in closer and grabbed her hand. He then placed it on his dick and Dash found herself instinctively wrapping her fingers around it. It throbbed in her grasp.

"Go ahead, Dash," Spike encouraged her. "Do whatever you want with it."

Rainbow Dash slowly stroked his shaft. It was hot and thick and she found herself stroking it more. Then she dropped to her knees and leaned in and started to lick it. Her tongue tickled the tip of his head while her hands continued pumping his shaft. Then, unable to restrain herself, Dash enveloped it in her mouth. She sucked greedily, slurping loudly. Spike grabbed her head and began thrusting his shaft into her mouth, panting with each thrust.

"Oh, wow, Rainbow Dash," he moaned. "That's so good! I'm about to cum!"

Rainbow Dash gasped as a thick stream of cum flowed down her throat. She pulled back as Spike continued to shoot his load off, spraying his semen on her face and breasts. Dash swallowed his load and found she liked the taste. However, she was now coated in sticky cum.

"Guess I'd better get cleaned up," she said.

"How about I join you," Spike said.

"Um...maybe we should just call that good," Rainbow Dash replied. "I'm not so sure we should have even done what we did. I mean, you are dating Rarity."

"I wasn't suggesting anything," Spike assured her. "I'll stand over there while you wash off over there."

Rainbow Dash waded back out into the river, leaving her towel on the shore. As she washed off under the falls, she glanced over at Spike. The young dragon was scrubbing off just a few feet from her. She gazed over his lean and slightly muscular body. While he wasn't tall, she couldn't deny he had a nice body. Her eyes fell on his penis. It still stood erect despite the fact he had just ejaculated a few moments ago. She couldn't take her eyes off it.

"Stop it," she chided herself. "He's with Rarity. Focus!"

She continued washing off, trying to ignore the naked young dragon nearby, though she still found herself stealing glances at him and admiring his dragonhood. Not even realizing it, she found her hands wandering down towards her groin. Panting, she rubbed her pussy, stimulating it. She bit down on her lower lip, trying to stifle her moans as she stuck her fingers in further. She quivered, breathing harder and faster, feeling the approaching climax...

"Need a hand, Dash?"

Rainbow Dash gasped in surprise as she felt Spike's hands grab her breasts and caress them. Then she felt something hard rubbing against her backside.

"Spike! What are you doing," Rainbow Dash protested. "We shouldn't..."

Spike squeezed her breasts, effectively cutting off her protests. Then, he placed his throbbing dick against her opening. Dash felt the tip rubbing her clit and she realized what was about to happen.

"Wait, Spike," she said.

The young dragon plunged his shaft inside her. Rainbow Dash cried out as he penetrated her. Spike's hips moved back and forth as he fucked her from behind, his claws caressing her large breasts.

"S-Spike...we...we shouldn't...be doing this," Rainbow Dash panted.

"C'mon, Dash, who are you kidding," Spike whispered in her ear.

She shivered as his tongue lapped at her ear. Spike's claws tweaked her nipples as he continued thrusting deeper into her. Rainbow Dash moaned loudly, her tongue lolling. Her mind clouded over with lust, abandoning all sense of reason. All she could think about was satisfying her carnal needs. She knew this was wrong, that Spike was supposed to be with Rarity, but at the moment she really didn't care. She wanted more!

"Oh, yes," she moaned. "More, Spike! I want more! I need more!"

Spike obliged, ramming into her faster. His hands released her breasts and moved down to her taut buttocks. He squeezed her ass, digging his fingers in. Then he slapped her ass cheek. Rainbow Dash cried out in pleasure. Spike continued to spank her as he thrust harder. Dash's mind whirled, lost in the thrill of sex. Then Spike tensed up and unloaded his sperm deep inside her. Rainbow Dash screamed in pleasure, quivering as she orgasmed. She slumped forward, gasping, resting against the rocky outcropping.

After a few moments, Rainbow Dash retrieved her clothes and started to get dressed.

"I can't believe we did that," she said. "Rarity's gonna be so mad." She grabbed the chest bandages and proceeded to put them on.

"No need for that," Spike said. "You shouldn't be ashamed of your figure."

"Look, Spike," Rainbow Dash said. "I don't know what's going on, but I know Rarity's going to kill the both of us when she finds out about this."

"Oh, I wouldn't worry too much about Rarity," Spike said. "She won't be as upset as you think she will be."

Rainbow Dash stared at him in confusion. "What are you talking about?"

Spike grinned. "Well, you see..."

 _Fluttershy's house..._

Fluttershy hummed to herself as she watered her garden. It was a beautiful day and the soft-spoken Pegasus was out enjoying it. Up in the trees, the birds were chirping and butterflies flew around her. She sighed happily. The serene setting was everything she could ever want.

"Hey, Fluttershy!"

Fluttershy yelped in surprise and turned to see who had called her. She relaxed when she saw it was only Spike. The young dragon was walking up the path leading up to her house. He stopped in front of her and smiled, waving.

"Oh, hello, Spike," Fluttershy greeted him, smiling warmly. "How are you?"

"I'm alright," Spike said. "Nice day to be out and about."

"I agree," Fluttershy said. "So what brings you here? Did Twilight need something?"

"Nah, I just wanted to stop by and visit with you," Spike said. "I hope that's not a problem."

"Oh, no, not at all," Fluttershy assured him. "I like it when my friends stop by. Would you like to join me for tea?"

"I'd like that," Spike replied.

Inside Fluttershy's house, Angel, Fluttershy's pet bunny, was lounging around when Spike and Fluttershy entered. The rabbit eyed the dragon. Both Spike and Angel had clashed before, and neither cared for the other. What exactly was he doing here? Angel suddenly felt something was off. For some reason even he couldn't explain, he felt there was something about Spike...something different. The rabbit approached the two and studied Spike closely. Yes, there was definitely something wrong here. Angel tried to get Fluttershy's attention, waving frantically and pointing at Spike.

"Angel, what's wrong," Fluttershy asked. She glanced over at Spike. "It's just Spike. No need to worry."

Angel slapped a paw to his forehead. He tried again, pointing at Spike and trying to point out something was wrong.

"I don't know what's come over him," Fluttershy said. "Now, Angel, we have a guest so you need to behave yourself."

Deciding action was called for, Angel lept at Spike. The rabbit scrambled up onto Spike's head and proceeded to hop and stomp on his head.

"Angel," Fluttershy exclaimed. "Shame on you!" She grabbed the rabbit off of Spike. "If you can't behave, then I'll have to put you outside." She opened her door and set Angel outside. She turned back to Spike as she shut the door. "I'm so sorry, Spike. I don't know why Angel was misbehaving like that."

"It's alright," Spike replied. "Angel and I don't always get along."

"Well, why don't you make yourself comfortable and I'll get the tea," Fluttershy said.

Spike sat on the couch while Fluttershy went to the kitchen. A few moments later, she returned with a tray bearing a teapot, two cups and some refreshments. Fluttershy set the tray down and poured some tea for Spike.

"Here you go," Fluttershy said, handing him the cup. "Sorry I don't have any gems for you."

"That's alright," Spike said. "Just being here and visiting with you is more than enough."

"Oh, that's so sweet, Spike," Fluttershy said, blushing slightly at his comment.

As they drank their tea, Spike's gaze wandered over Fluttershy. She was wearing a yellow shirt and a green skirt. His eyes lingered briefly on her ample chest, then he looked down at her smooth legs. After admiring her figure for a moment, he glanced up at her face. She was beautiful, with big, blue eyes so full of innocence and kindness, and long, silky pink hair.

"Spike, is something wrong," Fluttershy asked, noticing him staring at her.

"No, I was just thinking how beautiful you are, Fluttershy," he said.

Fluttershy blushed. "Oh, I'm not that pretty."

"Yes you are," Spike insisted. "And not only pretty, but you're also kind and caring and sweet. A guy would be lucky to have you."

Fluttershy's blush increased more and she looked down bashfully. "That's...so nice of you to say, Spike. I...I've never had anyone tell me something like that before."

Spike reached over and placed his hand on her cheek and gently turned her face towards him. Her blue eyes locked with his emerald colored eyes. She had never realized before just how handsome he was. Unbidden, she leaned in closer, her lips parting and then she felt his lips press against her's. The tenderness and warmth of the kiss sent tingles through Fluttershy. This was the first time she had ever kissed anyone before. It felt nice, it felt...

"W-Wait a minute," Fluttershy gasped, pulling back.

"What's wrong, Fluttershy," Spike asked.

"Um, I...I don't think this is a good idea," the Pegasus replied, fidgeting nervously. "Oh, it's not that you're a bad kisser, Spike! You're a very good kisser! Although I really don't have anyone to compare with. It's just...You and Rarity are together. And I don't want to betray Rarity. And you shouldn't either. I..."

She found her words cut off as Spike leaned in and kissed her again. Fluttershy tried to pull back, tried to struggle, and yet she just couldn't. The kiss felt so good. All her life she had wondered what it would be like to kiss a boy, but she had always been too shy. And boys rarely ever paid attention to her, but now, one was. Spike had said such nice things to her and now he was kissing her. She felt something stirring within her. A hidden desire! An urge! A need that had to be satisfied. Her hand reached up and gently caressed his face as she gave in to the kiss. Just for one moment, she wanted to enjoy this experience. To have someone be so tender and loving towards her.

After a moment, they broke off the kiss. Fluttershy was breathing heavily, the taste of Spike's lips still on her own. She felt a twinge of disappointment. She didn't want to stop. She wanted to keep going. To do more, so much more.

"Um, Spike," she whispered. "I...I want to...I want..." She fell silent, looking down, her cheeks flushed and red.

"I understand," Spike said. "You want more. I can give you that. But only if you want me to."

Fluttershy looked up at him. He smiled reassuringly at her and she felt her hesitation start to diminish.

"Yes, I want you to," she said. "Please."

Spike nodded. He scooted closer to her and started by kissing her neck. Fluttershy shivered as his breath tickled her neck. Spike continued to kiss her, running his tongue lightly along her neck and then reached out, grasping her left breast. Fluttershy gasped in surprise as his claw squeezed her tit.

"S-Spike," she said.

The young dragon let go and took hold of her shirt. He pulled it up, freeing her breasts. They bounced upon release and Spike stared at them for a moment. They were even bigger than he had imagined.

"Wow," he whispered. "They're huge."

"They're too big, aren't they," she fretted.

"I think they're perfect," Spike said. He pressed his hands against the soft mounds, caressing them. "They're so soft and warm."

He leaned in and placed his mouth over an erect nipple and sucked on it. Fluttershy gasped as a tingling wave of pleasure washed over her. Spike pulled back slightly and started running his tongue over her nipple, occasionally teasing it by flicking his tongue against it. His hands squeezed her breasts lightly and he massaged them. He heard Fluttershy panting slightly and knew she was getting aroused. Perfect!

While he continued to suck her breast, his hand wandered down. He pulled her skirt up and then slid his hand down the front of her panties.

"S-Spike," Fluttershy exclaimed as his hand started rubbing her vagina. "What...What are you...?"

Spike inserted his fingers into her dripping orifice and started thrusting them. Fluttershy's protests immediately faded and were replaced by moaning. She squirmed on the couch, panting as Spike stimulated her pussy and her breasts. Sheer pleasure surged through her. Then she felt it! The oncoming rush of orgasm. Tensing up, Fluttershy cried out as she climaxed, her juices flowing like crazy. She fell back onto the couch, gasping, her head spinning from the rush of sexual release.

Spike reached down and stroked her hair. "You okay?"

"I...I'm okay," she gasped. "That was...incredible."

"You think that was good, it get's better," Spike said.

He stood up and then pulled his pants down. Fluttershy stared in amazement at his erection. Spike sat back down and motioned her over. Fluttershy sat up and crawled over. Hesitantly, she reached out to touch it. She wrapped her delicate fingers around the thick shaft, feeling it throb in her grip.

"Oh, my," she whispered. "It feels so hot...and thick. Um, what do I do, Spike?"

"Just start stroking it," Spike instructed. "Up and down."

Fluttershy nodded. Gently, she began moving her hand up and down his shaft. Spike moaned in pleasure.

"Are you enjoying it," she asked.

"Yeah, I am," he replied. "Hey, Fluttershy, I have an idea. How about you use your breasts?"

"My...My breasts," she said. "How would I...?"

"Here. Get down on the floor in front of me," Spike said. Fluttershy did as he asked and positioned herself on her knees in front of him. "Now, grab your breasts and place my dick in between them." Fluttershy grabbed her breasts and then leaned forward. She stuck Spike's member in between them, smothering it in their soft confines. "Okay, now, just massage your breasts up and down against my dick."

The Pegasus pressed her breasts together and proceeded to stimulate Spike's cock. Spike leaned back, enjoying the warm sensation of having his dick pleasured by the soft mounds.

"Am...Am I doing this right," Fluttershy asked, massaging him.

"You're doing great, Fluttershy," Spike said. "Next, try sucking on it."

Fluttershy faltered slightly. He wanted her to...She turned her gaze on the dick poking up between her breasts. Swallowing nervously, she leaned in and inserted the tip in her mouth. She felt the heat of his member as she sucked on it, her head bobbing up and down, while she kept caressing her breasts against his shaft. Spike moaned louder, quivering as his sperm built up in his tip, begging to be released. Then his shaft twitched and he shot his load off. Fluttershy gasped as his thick cum filled her mouth. She pulled back, coughing and nearly choking as the substance trickled down her throat. Finally, she swallowed it all. The taste was unlike anything she had ever experienced before. Oddly, she found she liked it.

"Nicely done, Fluttershy," Spike complimented. "You're a natural."

Fluttershy blushed and smiled sheepishly. "Um, thank you."

"So, are you ready for the main event," he asked.

Fluttershy knew exactly what he was referring to. She wanted to but at the same time she felt a little afraid.

"We don't have to if you don't want to," Spike said.

"Um...No, I...I do want to have...sex," Fluttershy said. "But...not here." She stood up and took Spike's hand. "Let's go to my room."

Fluttershy lay on her bed, naked. She bashfully covered her breasts, her cheeks red. Spike climbed onto the bed to join her and took a moment to gaze over her body.

"You're really beautiful, Fluttershy," he said, running his hand lightly along her leg.

He crawled in between her legs and lay down on top of her, feeling her soft rack pressing against his chest. He caressed her face and then kissed her tenderly. Breaking off the kiss, he positioned his erection right up against her moist opening.

"You ready," he asked her.

"Please...be gentle," she whispered.

Spike nodded. Carefully, he inserted his dick, penetrating her. Fluttershy flinched and whimpered slightly, her hands clenching the sheets. Spike waited a moment for her to get accustomed to the sensation. Then he slowly began thrusting, taking care not to cause her any discomfort. Fluttershy panted slightly. The pain was fading and was starting to be replaced by pleasure.

"Are you doing okay, Fluttershy," Spike asked. "I'm not hurting you, am I?"

"I...I'm okay," she said. "It's starting to feel good."

Spike thrust deeper, feeling her tight insides envelope his dick. Leaning down, he proceeded to pleasure her breasts. His hands caressed them and he placed his mouth on her erect nipples.

"Ohhh, Spike," Fluttershy moaned. "You really like my breasts, don't you?"

"I can't help it," Spike said, thrusting a bit harder. "They're just so irresistible. I could play with them all day."

Fluttershy smiled and reached up, pulling him down on top of her. Spike smiled at her over her soft mounds, pumping her pussy more. Fluttershy was really starting to enjoy it now. The sensation was overwhelming. She moaned loudly, holding Spike close, pressing his face into her bouncing breasts. Spike sped up, thrusting harder and deeper, feeling himself reaching his limits.

"I'm gonna...cum," he grunted.

"M-Me, too," Fluttershy panted. "L-Let's come together!"

Spike thrust several more times, feeling Fluttershy's insides tightening around his shaft. Both dragon and Pegasus cried out, tensing as they climaxed. Spike's penis pulsed, shooting thick cum into Fluttershy's womb. Then they collapsed, gasping for breath.

A few moments later, Fluttershy cuddled with Spike, snuggling against him.

"I never imagined just how great sex really was," Fluttershy said. "Thank you, Spike. You made me feel so good." Then she looked worried. "But, how am I going to explain this to Rarity? Oh, I feel so terrible for betraying her."

"Actually, there's something I need to tell you, Fluttershy," Spike said.

 _Sugar Cube Corner..._

Pinkie Pie was lounging at the counter of Sugar Cube Corner, eyeing the various pastries and confections. She loved working here, helping out with the sweets, but the downside was the allure of the mouth-watering desserts. They taunted her with their smooth frosting and sugary goodness. Still, she managed to restrain herself.

She looked up at the sound of the bell as someone entered the store. It was Spike.

"Hey there, Spike," Pinkie greeted cheerily.

"Hey, Pinkie," Spike replied. "What's up?"

"Oh, just minding the counter," Pinkie said, leaning over the counter-top. "Mr. and Mrs. Cake are out right now. So what brings you here? Come to buy some sweets?"

Spike found himself staring at her large rack pressed on the counter-top. "Oh, something sweet does sound good."

Pinkie nodded and turned around, bending down to gather some pastries under the adjacent counter. Her short skirt hiked up enough to reveal white panties with balloons on them. Spike couldn't help but stare at her plump but sexy ass. Her bottom swayed as she retrieved the confections. Standing, she turned back to Spike and set them on the counter.

"So, what would you like," she asked, indicating the selection.

"Honestly, not any of this," Spike said. "I'd rather have you."

Pinkie giggled. "Silly. I'm not edible."

Spike grinned. "I'd still like to taste you anyway."

"Ooohhh, that's so naughty," Pinkie Pie said. She reached over the counter and pulled him over to the other side. Shoving him up against the counter, she pressed herself against him.

"Whoa, Pinkie Pie," Spike gasped. "What...?"

"Let me guess," Pinkie said. "You're actually one of five magical clones of Spike created by a spell gone wrong, and instead of going after Rarity like people might suspect, you and the others decided to go after me and the other girls to have hot passionate sex." She flashed a knowing grin.

"Uh...yeah, that's right, actually," Spike replied. "And you're okay with that?"

"I'm easy-peasey," Pinkie assured him.

"Well, then, shall we," Spike asked.

"Okey Dokey Lokey," Pinkie replied.

After posting the closed sign and locking the door, Pinkie Pie led Spike to the backroom. As Spike passed through the door, Pinkie immediately stripped, yanking her shirt and skirt off. Then she pulled her bra off and then removed her underwear, tossing them at Spike. The young dragon caught them and stared at them. He took a whiff, catching the scent of her pheromones, which, oddly enough, smelled sweet like cake. He gazed over her naked body, admiring her curves and especially her enormous rack.

"So what do ya think," Pinkie asked.

"Nice," Spike complimented. "Since you showed me yours, I'll show you mine."

He unbuckled his pants and dropped them, his erection springing up. Pinkie approached him, her breasts bouncing slightly as she walked. She reached down and stroked his shaft.

"VERY nice," she said. "I want a taste."

She knelt down and began to suck him off. Her hands grasped his shaft as she slurped and licked his dick, her head moving back and forth. She pulled back a bit, running her tongue over his tip like a lollipop.

"Mmm," Pinkie said, pulling back and stroking his shaft. "Are you about to come, Spike?"

"I'm getting there," he replied.

"Well, how about we finish like this," Pinkie suggested.

She grabbed her breasts and enveloped his dick in their soft confines. Spike grabbed hold of her tits and began thrusting his dick in between them. He grunted with each thrust, his hands squeezing her tits.

"Oh, wow," Spike panted. "Your breasts are so big and soft. I'm about to cum!"

"Let it all out, Spike," Pinkie said. "I've always wanted to taste dragon cream."

Spike grunted and tensed, his shaft pulsing as he shot his load off, coating Pinkie's face with hot cum. Pinkie licked it up, savoring the taste.

"Mmm. Tasty," she said. "Hot and creamy. Now it's my turn."

She lay down on her back, stretching on the floor. She grinned up at Spike and motioned him over. Spike was about to comply when he suddenly got a good idea. He grabbed a frosting dispenser and knelt down on the floor beside Pinkie Pie. Taking the dispenser, he spread frosting across the pink pony's body, coating her breasts, stomach, and finally, her pussy.

"Hey, great idea, Spike," Pinkie said. "This is gonna be fun."

"Definitely," Spike said, licking his lips.

Leaning down, he started with her breasts, his tongue lapping up the frosting off her nipples. He placed his mouth over it, sucking and licking the frosting.

Pinkie giggled and squirmed. "Ooohhh, that tickles, Spike."

Spike finished with her tits and then moved downwards, cleaning the frosting off her stomach. After that, he moved down even further, bringing his face close to her pussy, the sweet smell of frosting and her natural pheromones assailing his nostrils. Panting lustfully, he began to eat her out. He slurped up the frosting and inserted his tongue inside her folds, stimulating her. Pinkie moaned loudly, writhing and panting, becoming more aroused. She tensed as she climaxed, her back arching. Then she lay back, gasping.

"Mm. Sweet," Spike said, licking his lips, savoring the sweet taste of frosting mixed with her juices. "I don't know about you, but I'm ready for the main event."

Pinkie nodded eagerly, spreading her legs. "Come and get it, Spike."

Spike crawled over and grabbed her hips, lifting them slightly. He slid her towards him and pressed his throbbing member against her opening. He then pushed, penetrating her. Pinkie moaned in pleasure as he began thrusting into her.

"Ohhh, yes," Pinkie said. "That feels awesome!"

Spike plunged his shaft in deeper, each thrust causing Pinkie's huge breasts to bounce wildly. Pinkie grabbed her bouncing rack, squeezing and caressing them.

"Ahhaa! Oh, my Celestia," she moaned. "That's so good, Spike! More!"

Spike turned her over onto her stomach. Positioning himself behind her, he grabbed her ass, squeezing it, and then plunged his dick into her pussy, thrusting faster and harder, grunting with each thrust. Pinkie rocked back and forth, her large breasts cushioning her. She panted lustfully, her tongue lolling, her hands clenching.

"Ahhhaaaa! Yes! I'm gonna cum," she moaned.

Spike continued fucking her, his claws clenching her ass. "Oh, yeah! Your ass is incredible, Pinkie Pie. I'm almost...THERE!"

Pinkie cried out as she orgasmed, quivering as hot cum flooded her womb. She fell forward, resting on the floor. Spike pulled out and lay down next to her, gasping. Pinkie curled up next to him, nuzzling his cheek.

"So, what now," she asked.

"Good question," Spike said. "Twilight's trying to find a spell to get rid of us clones. But I don't want to disappear. I want to stay here...with you."

Pinkie felt bad for the dragon clone. She didn't want to see him disappear either.

"Tell you what," she said. "Why don't we go talk to Twilight? Maybe we can convince her not to send you away."

"You think so," he asked.

"It's worth a shot," Pinkie replied.

 _Rarity's house..._

Spike was beginning to think the clones weren't going to show up after all. Hours had passed and their had been no sign of them. He had stood watch for the past couple of hours, after he and Rarity had satisfied their carnal needs. He smiled. The female unicorn could be insatiable. But then, so could he.

"Anything, Spikey," Rarity asked, from across the room, where she was working on a dress.

"Nothing," he said. "I don't understand. I thought for sure they'd come here."

"Well, is there anywhere else they might go," Rarity said.

"I can think of several places I'd go," Spike replied. "But who's to say these clones might go there."

"You know, darling," Rarity said. "These clones might be identical to you in appearance, but maybe their personalities are different."

Spike hadn't thought of that. "Come to think of it, you might be right. The spell did backfire, so maybe when they were created their personalities were effected. Maybe we should go talk to Twilight and see what she thinks. She might have discovered something by now."

"Good idea, darling," Rarity said.

 _Twilight's castle..._

Twilight slammed the book shut. Sighing, she slumped onto the table, exhausted. She had been searching for hours to find anyway to reverse the spell that had created the Spike clones. Her gaze settled on the prism gem sitting on the table across from her. She was really regretting ever having accepted it from Princess Celestia. It had been nothing but trouble.

"Twilight?"

Twilight turned to see Spike standing in the doorway. He walked over to her.

"Spike," she said. "Why aren't you with Rarity?"

"She's fine," he said. "The clones never even showed up at her house. So, did you find anything?"

"No, I didn't," she replied. "I'm at a dead end."

Spike stood behind her and then began massaging her shoulders. Twilight sighed as he worked the tension out of her shoulders.

"Ahh. That feels great, Spike," she said. "Thanks."

"You know, Twilight," Spike said. "Maybe we shouldn't worry about the clones. It's obvious they don't mean any harm. And they're not after Rarity."

"I don't know," Twilight said. "I mean, are you comfortable with five clones of you running around?"

"I think I can manage," Spike replied. "As long as I have you."

Twilight started at his words. Then it dawned on her. She whirled around to face him.

"You! You're one of the clones," she said.

"That's right," Spike replied.

"What are you doing here," Twilight demanded. "I thought you'd go after Rarity."

"What? You assume that just because I look like Spike, I automatically want Rarity," Spike scoffed. "No way. If anything, I wanted you."

"Me," Twilight exclaimed.

"You see, me and the other clones have our preferences," he explained. "While Spike loves Rarity, on some level he also has feelings for your other friends. When we were created, those feelings manifested within us, and thus we went to see the ones we have feelings for. As such, I'm here to see you."

"Wait a minute," Twilight said. "Are you saying that...you're in love with me? But you don't even know me."

"Technically, I do," he said. "I have all of Spike's memories. And I remember everything you two have been through. All the times you've been so caring to him. How you raised him and loved him. Not only that, but you're also beautiful, Twilight. How could I not fall in love with you?"

Twilight blushed. She couldn't deny that she was touched by his compliment. But still...

"Look, Twilight," Spike said. "I know it's a little weird having five Spike clones running around, but me and my brothers want to stay here. We don't want to leave you and the other girls either. Please, don't send us away."

Twilight wavered. Even though she knew this wasn't the real Spike, it was as if he really was standing before her, a sad look on his face, pleading with her. She just couldn't bring herself to send him away.

"Aww. Okay, okay," Twilight said, smiling. "Clone or not, you're still Spike and I don't want to hurt you. I promised myself I'd never hurt you ever again."

Spike threw his arms around her, embracing her. "Thanks, Twilight. By the way, I know the reason for that promise."

Twilight blushed, smiling shyly. "I...kind of figured you would."

"Let me ask you something, Twilight," Spike said. "When you pretended to be Rarity and did stuff with Spike, did you enjoy it? Go on, you can be honest with me."

"Well...I suppose on some level I did enjoy it," she replied. "It was mostly for him, but..."

"But you found yourself enjoying it, too," Spike concluded. "That's only natural. So, would you like to experience that feeling again? This time, no guilt or disguises. Just you and me."

Twilight thought it over. Truth be told, she often thought back to those nights months ago, remembering the intimacy she had shared with Spike as she comforted him. And each time she thought about it, she found herself getting aroused. More so when she imagined Spike and Rarity when they were together. She would think about what they were doing when Spike would stay the night at Rarity's house. She remembered Rarity's invitation to join in with her and Spike, though she wondered whether she had been serious or kidding.

Now here she was with a clone of Spike who was offering to make love to her. She really wanted to go through with this. Without another thought, she made her decision.

"Okay, Spike," she said, smiling warmly at him. "Let's do it."

A moment later, Twilight and Spike adjourned to the living room. Spike sat down on the sofa and Twilight stood before him. The Alicorn Princess stripped her clothes off, leaving them on the floor. Spike gazed over her body, admiring her ample bosom and shapely curves. Just the sight of her naked body caused his loins to stir.

"You have an incredible body, Twilight," he said.

Twilight blushed slightly, smiling. "Thanks, Spike."

She kneeled down and took hold of his pants, pulling them down. His erection sprang up, throbbing and pulsing. Twilight stroked it gently, remembering the sensation of sucking it and feeling it penetrate her. She stood up and sat on his lap. She felt his dick press up against her ass. She smiled and then began rubbing her ass up and down his shaft.

Spike, meanwhile, reached up and placed his hands on her bare breasts. He felt her nipples stiffen from his touch. He caressed her, squeezing gently, causing Twilight to moan lightly. Leaning in, he brought his face closer to her chest. He kissed her breast, snuggling his head against it. He opened his mouth and started licking her nipple. His tongue circled her nub and Twilight shivered, goosebumps prickling her skin. Spike placed his mouth over it and started sucking gently on it, his tongue still lapping at it. Twilight stroked his head, pressing his face into her bosom more.

"That feels good, Spike," she whispered. "I love how gentle you're being."

Spike pulled back, smiling at her. "Even though we're going to have sex, I enjoy being intimate with you, Twilight."

"Speaking of which," Twilight said. "I'm ready when you are."

Spike nodded. Twilight reached down and grabbed his penis. She lifted her hips slightly and then lowered herself on top of it. She gasped as the thick shaft penetrated her. Placing her hands on Spike's shoulders, she began moving her hips up and down, pumping his dick.

"Ahhaa! I forgot how big it is," she panted. "It feels so good!"

She bounced her ass up and down, slamming his dick deeper into her vagina. Spike reached around and grasped her ass, caressing it. He started thrusting up into her, grunting and gasping as he plunged his shaft deeper.

"Ooohhh, yeah," Spike moaned. "It's so tight and hot, Twilight!"

He sped up, pumping her harder, gritting his teeth. Sweat beaded his forehead and he felt the approaching climax.

"I'm...I'm about to cum," he panted.

"M-Me, too," Twilight replied, wrapping her arms around him and pulling him closer. "Cum inside me, Spike! I want it inside me!"

Holding on to each other, the young dragon and Alicorn reached their limits and climaxed. Twilight collapsed against Spike, panting heavily.

"You up for a one more round," Spike whispered in her ear.

Twilight could feel his member was still erect. She smiled and nodded. Spike laid her on her back and then resumed thrusting into her. Twilight wrapped her arms around him, holding him close. Her mind swirled with lust and satisfaction.

"Mmm. That was wonderful," Twilight said, running her hand on Spike's chest.

"It sure was," the young dragon agreed.

"Hello? Twilight? You in here?"

Twilight sat up. "That's Spike!"

"Twilight? We need to talk to you!"

"Oh, no! Rarity's here, too," Twilight gasped.

At that moment, Spike and Rarity entered the living room...only to see Twilight and a Spike clone, on the couch and naked.

"Oh, my goodness," Rarity gasped.

"Twilight! What's going on here," Spike exclaimed. "Did you two...?"

"I...can explain," Twilight said sheepishly.

"What in tarnation?"

Everyone turned to see Applejack standing at the door. And with her was another Spike clone. Following them were the other girls and the remaining clones.

"Well, well, well," Rainbow Dash said, grinning. "Way to go, Twilight."

"Oh, my," Fluttershy gasped. "Are we interrupting something?"

"Can I please get my clothes on first before I start explaining," Twilight asked.

"Now then," Twilight said once she was fully dressed. "I realize I was in a rather...compromising situation, but I can explain."

"Explain," Spike said. "How can you explain what we saw? You were having sex with a clone of me!"

"Twilight," Rarity spoke up. "We came here to talk to you about the clones. We figured they weren't interested in coming after me like we first thought."

"Yeah, I found that out," Twilight said.

"Ah think we all found that out," Applejack supplied.

"You mean...all of you...and them," Spike stammered.

"That's right, sugarcube," Applejack replied. "Believe me, it surprised me when this here fellah told me who he really was. But, he really knows how to treat a lady."

"Twilight, did you find a spell to send them away," Spike asked.

"No, I didn't," Twilight said. "And to be honest, I have no intention of finding one. I don't want to send them away."

"Actually, that's why we came here," Rainbow Dash said. "We want them to stay as well."

"Seriously," Spike exclaimed.

"Um, I definitely want them to stay," Fluttershy spoke up, shuffling her feet bashfully. "He...he showed me such intimacy."

All the other girls nodded in agreement. Spike looked surprised.

"Really? But...this is...!"

"Spike," Twilight said. "I know it's a little unsettling, but these clones are alive. They're a part of you and they want to live just like all of us. They have feelings for us, just like you have feelings for Rarity. Can you honestly stand there and tell me you'd be comfortable making them disappear?"

Spike glanced at the clones.

"In a way," one of them said. "We're your brothers. We really care about Twilight and the other girls. Please, Spike. We just want the chance to live."

Rarity placed her hand on Spike's shoulder and nodded. Sighing, Spike turned to Twilight.

"Okay, Twilight," he said. "You're right. I guess they have as much right to live as the rest of us. But there's still the matter of them looking identical to me. We need someway to tell them apart."

"Actually, I have a solution to that little problem," Twilight said.

The Alicorn Princess concentrated her magic and then cast a spell on the clones. They were surrounded by a bright light and when it faded, everyone saw the clones were now different colors: yellow, blue, green, red, and white.

"There we go," Twilight said. "Now we can tell them apart."

"Ya know," Applejack said. "We might be able to tell them apart now, but what about their names? We can't call all of 'em Spike."

"Good point," Twilight agreed. She glanced at the red clone. "What do you think? Should we give you guys different names?"

"Not a bad idea, actually," the clone said. "Hm. I know! You can call me Cinder."

"I'll be...Fang," the yellow clone said.

"Call me Claw," the blue clone said.

"Talon," the green clone spoke up.

Twilight glanced at the white clone. "That just leaves you. What shall we call you?"

"I know," Pinkie Pie said. "Steve!"

"Steve," everyone echoed in confusion.

"Yeah. He looks like a Steve," Pinkie said. "And I love that name."

"Hm. I like that name, too," the white clone agreed.

"Ooookay," Twilight said. "Steve it is."

Suddenly Discord appeared. "Hello, everypony!"

"Discord? What are you doing here," Twilight asked.

"Why, I came to retrieve something that belongs to me," Discord replied. "Ah! Here it is."

He picked up the prism gem from the table.

"Wait! That belongs to you," Twilight said.

"That's right," Discord replied. "I crafted this little bauble long ago. I was planning to give it to Princess Celestia and Princess Luna as a ''peace offering''. Mind you this was during the time I tried to rule Equestria. You see, when this item is infused with magic, it reflects the magic back on the caster and the result is several magical copies of the caster."

"You were intending that to happen to me," Twilight exclaimed.

"That was the initial plan," Discord confessed. "Still, this was just as good."

Twilight glared at Discord. Then surprisingly, she smiled. "You know, Discord, normally I would have been upset. But everything turned out just fine. We've gained new friends. New family. So, I suppose we should thank you."

"Th-Thank me," Discord stammered. "You really mean that? Well, that was unexpected."

After Discord had taken his leave, everyone left, each accompanied by their new dragon lovers. Spike walked Rarity back to her house, both holding hands.

"Are you alright with this, Spikey," Rarity asked. "You know, with the clones and all?"

"It'll take some getting used to," Spike admitted. "But they make Twilight and the others happy. And honestly, I'm glad for them."

"So what do we tell other ponies if they ask about the clones," Rarity asked.

"Twilight and I came up with a solution for that," Spike said. "We'll just tell them the clones are long lost brothers of mine. Given the likeness we share, it's believable."

Rarity giggled. "Smart idea. You know, Spikey, I'm proud of you. You gave those clones a chance to live and made everyone happy in the process."

Spike blushed modestly. "Twilight gave me the gift of life, so I suppose it's only fair that I give them the same gift."

Rarity hugged Spike and kissed him on the cheek. "Well said, Darling. And look at it this way, you now have brothers of your own. You have a family. An extended family."

"Yeah, you're right," Spike said. "I'm one lucky dragon."

Rarity smiled. "Yes, you are."

 _Epilogue..._

 _{Letter to Princess Celestia}_

 _Dear Princess Celestia, I realize it's been some time since I wrote you a letter regarding a lesson about friendship. Well, over the last few days, we certainly learned a new lesson about it. Oddly enough, some of the credit goes to Discord and the mysterious gem you sent me. At first, the results of my studies seemed a bit...troubling. When the spell backfired, the result gave us a small problem. In fact, it gave us five small problems. At first I had tried to find a way to remedy the results of the spell. However, somewhere along the line, things changed..._

{Sweet Apple Acres}

"Yeehaw!"

Talon lay underneath Applejack as the Earth Pony rode him. Her breasts bounced within the confines of her shirt, threatening to pop the buttons loose. The green dragon thrust upwards, his claws digging into the ground.

"Ung. Applejack, should...should we be doing this...ahh...out here," Talon asked. "What if...your sister or brother see us?"

"Don't...mmnnn...worry about that, sugarcube," AJ assured him. "They're in town right now and won't be back for a few hours. We got the place all ta ourselves."

"Well, then we'd better make the most of it," Talon said, thrusting harder.

 _Thinking the clones would go after Rarity, I had Spike remain with her while I searched for a reversal spell, totally unaware of what was transpiring with everyone else..._

{Rainbow Dash's Training Area}

Rainbow Dash moaned in pleasure. She had her arms and legs wrapped around the blue dragon, Claw. Both pony and dragon stood under the water fall, Claw plunging his shaft into Rainbow Dash. She pressed herself closer to her dragon lover, her breasts squishing against his chest.

"Now...this is some excellent training," Rainbow Dash panted.

"Here's a few more push-ups," Claw grunted, thrusting up into her more.

 _Had I known what was going on, I would have been shocked beyond words. I never imagined such a thing would happen..._

{Fluttershy's House}

"I...I hope you don't mind me being on top this time," Fluttershy said, grinding her hips against Fang's hips.

"Not at all," Fang replied, watching her magnificent breasts bounce with each movement. "I'm enjoying the view."

Fluttershy giggled. "You're incorrigible, Fang. Just relax and let me do the work."

Fang nodded and lay back, reveling in the sexual pleasure.

 _Needless to say, when the events came to light, I didn't know what to make of it. The same could be said for Spike. In fact, it was touch and go at first..._

{Sugar Cube Corner}

Steve panted as Pinkie Pie lapped up cake frosting off his erect member. Grinning, the pink pony enveloped his dick in her mouth, sucking frosting and stimulating him. She sucked greedily, slurping loudly, her tongue wrapped around his shaft.

"E-Easy there, Pinkie," Steve gasped. "You're gonna suck me dry at this rate."

Pinkie Pie pulled up, licking her lips. "Don't worry, silly. I'll be careful."

She enveloped his member with her breasts and then resumed sucking him off while she massaged his shaft.

 _After some debating and compromising, we finally came to an agreement regarding the clones. We all agreed that they were living beings who deserved to have a chance at life. Spike was a little hesitant at first, and I can't really blame him. It was a bit unsettling for him. But even he decided to go along with our decision. And with a little magic, we can now tell them apart..._

{Rarity's House}

Spike and Rarity snuggled together in her bed, drenched in sweat and exhausted. They had spent the last few hours making love and now they lay in each others arms. Rarity was sound asleep, a content smile on her face. Spike lay there, thinking. It had been several days since the clones had arrived. They were now living with Twilight and the other girls, no doubt sharing the same intimate moments he and Rarity shared. Now that he thought about it, it wasn't so bad having them around. Maybe they were clones of him, but they had their own look, names and identities and love interests. He smiled, gazing at the sleeping Rarity. Yes, he didn't have a problem with the clones at all. They were friends...they were family.

 _Things seem to be working out just fine with our new-found friends. In fact, without question, this is a new level of friendship..._

"Ahhh! C'mon, Cinder," Twilight panted. "I'm right in the middle of writing a letter to Princess Celestia."

Standing behind her, Cinder had hiked up Twilight's skirt and yanked her panties down. He was in the middle of fucking her from behind, his hands clenching her ass as he plunged his shaft in deeper.

"Just pretend I'm not here," Cinder teased, kissing her neck.

"Mmnn. Easy for you to say," Twilight moaned, turning back to her letter.

 _And so, Princess Celestia, I hope you find this letter informative. I imagine my friends and I will enjoy every single moment with these new friends of ours._

Twilight moaned loudly as Cinder thrust harder. Unable to concentrate, she hastily finished her letter.

 _I'll keep you informed on how it goes. Your former student, Twilight Sparkle, Princess of Friendship._

Setting her quill pen aside, she turned and grabbed Cinder, pushing him on top of the table and straddling him.

"Okay, Mr. Impatient," she panted lustfully. "You have my full and undivided attention now."

Cinder grinned as she began riding him. "Life is so good."

The End


End file.
